UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
File No. 70-10088
FINAL REPORT

REPORT PERIOD 
April 1, 2004 to June 30, 2004

In the matter of:
AMERICAN ELECTRIC POWER COMPANY, INC.

This Certificate of Notification is filed by American Electric Power Company, Inc., a New York corporation (“AEP”), pursuant to Rule 24 (17 C.F.R. 250.24) under the Public Utility Holding Company Act of 1935 (the “Act”). Such filing is made in connection with the Form U-1, as amended, filed by AEP and certain of its direct and indirect subsidiaries in File 70-10088 and as authorized by order of the Securities and Exchange Commission (“the Commission”) dated December 18, 2002 in that file. The order directs that AEP file with the Commission quarterly certificates pursuant to Rule 24 within 60 days after the fiscal quarter in which transactions occur.

The authority granted in this File has been replaced and superceded by authority granted in an Order in File No. 70-10166 (HCAR No. 35-27872) dated July 1, 2004. Reports on financing activity will be made in File No. 70-10166 beginning with transactions occurring in the third quarter of 2004. Attached as Appencix A to this report is a "past tense" opinion of counsel as to the transactions authorized by the Order in this File.

This Certificate of Notification reports transactions for the quarter ended June 30, 2004.

AEP hereby certifies for itself and its subsidiaries the following:

AMERICAN ELECTRIC POWER COMPANY, INC., et al.
QUARTERLY REPORT PER REQUIREMENTS
OF HOLDING COMPANY ACT RELEASE NO. 27623
FILE NO. 70-10088
FOR THE QUARTER ENDED JUNE 30, 2004



Contents
 
Item
Description
     1   The amount and terms of any long-term debt issued during the quarter by AEP Texas Central Company, AEP Texas North Company, Southwestern Electric Power Company, or Wheeling Power Company issued under the authority granted in this order.    
          
      2   For all guarantees issued during the quarter, a listing of the names of the guarantors, the names of the beneficiaries of the guarantees, and the amount of the guarantees.    
          
      3   The amount and terms of any short-term debt issued by AEP, AEP Utilities, Inc. and/or any of the utility subsidiaries during the quarter.    
          
      4   The notional amount and principal terms of any hedge instruments or anticipatory hedges entered into during the quarter and the identity of the other parties to the transaction.    
          
      5   The name, parent company and the amount invested in any financing entity during the quarter.    
          
      6   Capitalization chart for AEP and each of the utility subsidiaries as of June 30, 2004.    
          
      7   For all participants in the Nonutility Money Pool and all participants in the Utility Money Pool, a listing of the maximum borrowings from and loans to the respective money pools during the quarter and the interest rate applied to those borrowings and loans.  
          
      8   Listing of Form U-6B-2 statements filed during the quarter with the Securities and Exchange Commission, including the name of the filing entity and the date of the filing.    
          
      9   The date, amount and payee of dividends out of capital or unearned surplus paid by all nonutility subsidiaries during the quarter.    
          
      10   Signature page.    
          
      11   Appendix A.    
          

Item 1

The amount and terms of any long-term debt issued during the quarter by AEP Texas Central Company, AEP Texas North Company, Southwestern Electric Power Company, or Wheeling Power Company issued under the authority granted in this order.

AEP Texas Central Company

AEP Texas North Company

Southwestern Electric Power Company

Wheeling Power Company

Item 2

For all guarantees issued during the quarter, a listing of the names of the guarantors, the names of the beneficiaries of the guarantees, and the amount of the guarantees.


Guarantor
Beneficiary
Amount of Guarantee
(in thousands)

Type of Guarantee
AEP   BLC Leasing, Inc.   $48,085   Payment  
               
AEP   Drax Power Limited   11,765   Payment
                 
AEP   Glencore International AG   10,000   Payment
                 
AEP   Kock Carbon LLC   2,000   Payment
                 
AEP   Meadow Valley Co Inc.   118   Payment
                 
AEP   RWE Trading GmbH   19,910   Payment
                 
AEP   R Lee Smith   21   Payment
                 
AEP   UK Coal Mining Limited   5,430   Payment
                 
AEP   Union Central Life Insurance Company   63   Payment

Item 3

The amount and terms of any short-term debt issued by AEP, AEP Utilities, Inc. or any of the utility subsidiaries during the quarter.

Short-term Borrowings for the Quarter Ended June 30, 2004
(in thousands)

Borrower: American Electric Power Company, Inc.

Source
Outside Borrowings
During Period

Repayments During
Period

Amount Outstanding
at End of Period

Weighted Average
Interest Rate During Period

Commercial Paper   $786,754   $516,540   $553,714   1 .4163%  
Bank Credit Facility   -   -   -          -%




Total External Short-term Borrowings   $786,754   $516,540   $553,714   1 .4163%




Item 4

The notional amount and principal terms of any hedge instruments or anticipatory hedges entered into during the quarter and the identity of the other parties to the transaction.

AEP Legal Entity
Date Entered
Date Settled
Maturity Date
Counterparty
Debt Amount
(in millions)

Rate Given
to Counter-
party

Rate Received
by AEP

                               
AEP   4/14/04   4/14/04   5/15/06   Royal Bank
of Scotland
  $75   6.125%   6-month LIBOR
plus
296.35 bps
 
                               
AEP   4/14/04   4/14/04   5/15/06   West LB   75   6.125%   6-month LIBOR
plus
296.35 bps
 
                               
AEP   4/21/04   4/21/04   5/15/06   Lehman Brothers   75   6.125%   6-month LIBOR
plus
282.5 bps
 
                               
AEP   4/21/04   4/21/04   5/15/06   Key Bank   75   6.125%   6-month LIBOR
plus
284 bps
 
                               
AEP   6/8/04   6/8/04   5/15/06   Morgan Stanley   100   6.125%   6-month LIBOR
plus
229 bps
 
                               
Appalachian
Power
Company
  4/30/04   4/30/04   5/15/08   JP Morgan   50   3.6%   6-month LIBOR
less
4.05 bps
 
                               
Appalachian
Power
Company
  5/4/04   10/15/04   5/4/14   UBS   115   Market-
Based
(Forward
Starting
Swap)
  5.249%  
                               
Appalachian
Power
Company
  4/30/04   6/15/05   4/30/09   JP Morgan   60   Market-
Based
(Forward
Starting
Swap)
  4.987%  

Item 4 (CONTINUED)

The notional amount and principal terms of any hedge instruments or anticipatory hedges entered into during the quarter and the identity of the other parties to the transaction.

AEP Legal Entity
Date Entered
Date Settled
Maturity Date
Counterparty
Debt Amount
(in millions)

Rate Given
Rate Received
                               
Appalachian
Power
Company
  6/28/04   6/15/05   6/28/14   ABN Amro   60   Market-
Based
(Forward
Starting
Swap)
  5.59%  
                               
Indiana
Michigan
Power
Company
  5/4/04   8/16/04   5/4/14   JP Morgan   100   Market-
Based
(Forward
Starting
Swap)
  5.164%  
                               
Indiana
Michigan
Power
Company
  5/4/04   8/16/04   5/4/14   ABN Amro   75   Market-
Based
(Forward
Starting
Swap)
  5.164%  
                               
Indiana
Michigan
Power
Company
  4/30/04   4/30/04   12/15/06   ABN Amro   30   6.125%   6-month LIBOR
plus
3.0825%
 
                               
Kentucky Power Company   5/8/04   5/8/04   7/1/07   RBS   50   5.5%   6-month LIBOR
plus
1.7545%
 

Item 5

The name, parent company and the amount invested in any financing entity during the quarter.

  None

Item 6

Capitalization chart for AEP and each of the utility subsidiaries as of June 30, 2004.

CAPITALIZATION STRUCTURE
(as of June 30, 2004)
($s in thousands)
 
  Common Equity Preferred
Stock *
Long-term Debt Short-term
Debt **
Total Capitalization
 
Company
Amount
%
Amount
%
Amount
%
Amount
%
Amount
%
American                      
Electric Power  
Company, Inc.   $8,083,000   36 .4 $133,000   0 .6 $13,398,000   60 .3 $596,000   2 .7 $22,210,000   100 .0
   
AEP  
Generating  
Company   46,685   34 .8 -   0 .0 44,815   33 .4 42,758   31 .8 134,258   100 .0
   
   
AEP Texas  
Central Company   1,178,111   33 .5 5,940   0 .2 2,256,823   64 .2 72,341   2 .1 3,513,215   100 .0
   
   
AEP Texas North  
Company   253,906   43 .1 2,357   0 .4 332,775   56 .5 -   0 .0 589,038   100 .0
   
   
Appalachian  
Power Company   1,369,287   41 .2 23,144   0 .7 1,779,928   53 .5 151,558   4 .6 3,323,917   100 .0
   
   
Columbus  
Southern Power  
Company   908,858   50 .5 -   0 .0 887,204   49 .2 5,959   0 .3 1,802,021   100 .0
   
   
Indiana  
Michigan Power  
Company   1,085,645   43 .9 69,546   2 .8 1,285,993   52 .0 31,965   1 .3 2,473,149   100 .0
   
   
Kentucky Power  
Company   319,355   38 .6 -   0 .0 507,841   61 .4 -   0 .0 827,196   100 .0
   
   
Kingsport Power  
Company   25,487   53 .9 -   0 .0 20,000   42 .4 1,729   3 .7 47,216   100 .0
   
   
Ohio Power  
Company   1,461,307   41 .2 21,644   0 .6 2,044,337   57 .6 21,539   0 .6 3,548,827   100 .0
   
   
Public Service  
Company of  
Oklahoma   463,266   42 .4 5,262   0 .5 547,018   50 .2 75,034   6 .9 1,090,580   100 .0

Item 6 (CONTINUED)

Capitalization chart for AEP and each of the utility subsidiaries as of June 30, 2004.

CAPITALIZATION STRUCTURE
(as of June 30, 2004)
($s in thousands)
 
  Common Equity Preferred
Stock *
Long-term Debt Short-term
Debt **
Total Capitalization
 
Company
Amount
%
Amount
%
Amount
%
Amount
%
Amount
%
Southwestern  
Electric Power  
Company   721,961   47 .2 4,700   0 .3 773,730   50 .7 26,918   1 .8 1,527,309   100 .0
   
   
Wheeling Power  
Company   36,268   59 .2 -   0 .0 25,000   40 .8 -   0 .0 61,268   100 .0

*Preferred stock of American Electric Power Company, Inc. includes Cumulative Preferred Stocks of Subsidiaries Subject to Mandatory Redemption ($72 million) and Cumulative Preferred Stocks of Subsidiaries not Subject to Mandatory Redemption ($61 million).

** Short-term Debt includes both Short-term Debt and Advances from Affiliates.

Item 7

For all participants in the Nonutility Money Pool and all participants in the Utility Money Pool, a listing of the maximum borrowings from and loans to the respective money pools during the quarter and the interest rate applied to those borrowings and loans.

Nonutility Money Pool Internal Maximum Short-term Borrowings and Loans
for the Quarter Ended June 30, 2004
(in thousands)
 
Maximum Borrowings
from Nonutility Money Pool

Maximum Loans
to Nonutility Money Pool

AEP Acquisition, LLC   $2   $-  
AEP C&I Company, LLC   6,580   -  
AEP Coal Company   76,726   -  
AEP Communications, Inc.   -   1,206  
AEP Communications, LLC   65,819   -  
AEP Delaware Investment Company   1   -  
AEP Desert Sky LP, LLC   19,952   -  
AEP Elmwood, LLC   -   17,087  
AEP EmTech, LLC   11,707   -  
AEP Energy Services, Inc.   248,338   8,882  
AEP Energy Services, Ltd   351,522   -  
AEP Energy Services Gas Holding Company   -   29,786  
AEP Fiber Venture, LLC   28,207   -  
AEP Gas Marketing LP   -   71,674  
AEP Gas Power GP, LLC   19,360   -  
AEP Holdings I CV   -   33  
AEP Investments, Inc.   7,905   -  
AEP MEMCo, LLC   -   62,959  
AEP ProServ, Inc.   -   21,668  
AEP Resources, Inc.   377,592   -  
AEP T&D Services, LLC   396   -  
AEP Texas C&I Retail, GP, LLC   249   -  
AEP Texas C&I Retail, LP   -   13,975  
AEP Texas POLR, LLC   -   2,182  
C3 Networks GP, LLC   751   -  
C3 Communications, Inc.   48,479   -  
CSW Development I, Inc.   -   12,122  
CSW Energy, Inc.   90,771   -  
CSW Energy Services, Inc. (ESI)   28,879   -  
CSW International, Inc.   43,101   -  
CSWE/Fort Lupton, Inc.   -   10,312  
Dolet Hills Lignite Company, LLC   3,849 3,175  
Houston Pipeline Company, LP   -   166,771  
Jefferson Island Storage & Hub, LLC   - 7,156  
LIG Chemical Company   26,254   -  
LIG Liquids, LLC   5,806   -  
LIG Pipeline Company   54   -  
LIG, Inc.   35   -  
Louisiana Intrastate Gas Company, LLC   293   29,497  
MidTexas Pipeline Company   -   156  
Mutual Energy SWEPCo, LP   2,640   -  
Mutual Energy, LLC   -   7,009  
Newgulf Power Venture   10   -  
POLR Power, LP   10,168   -  

Item 7 (CONTINUED)

For all participants in the Nonutility Money Pool and all participants in the Utility Money Pool, a listing of the maximum borrowings from and loans to the respective money pools during the quarter and the interest rate applied to those borrowings and loans.

Nonutility Money Pool Internal Maximum Short-term Borrowings and Loans
for the Quarter Ended June 30, 2004
(in thousands)
 
Maximum Borrowings
from Nonutility Money Pool

Maximum Loans
to Nonutility Money Pool

REP General Partner, LLC   $-   $3,150  
Rep Holdco, Inc.   -   33,510  
Tuscaloosa Pipeline Company   -   368  
United Sciences Technology   173   2,752  
Ventures Lease Co., LLC   3,348   7,042  





Interest Rate
Days Borrowed/Invested
Weighted Average Interest Rate for Borrowed Funds   1.4163% 91  
Weighted Average Interest Rate for Invested Funds   0.0000% 0  

Item 7 (CONTINUED)

For all participants in the Nonutility Money Pool and all participants in the Utility Money Pool, a listing of the maximum borrowings from and loans to the respective money pools during the quarter and the interest rate applied to those borrowings and loans.



Utility Money Pool Internal Maximum Short-term Borrowings and Loans
for the Quarter Ended June 30, 2004
(in thousands)
 
Maximum Borrowings
from Utility Money Pool

Maximum Loans
to Utility Money Pool

AEP Generating Company   $56,525   $-  
AEP Service Corporation   123,325   7,806  
AEP System Pool   76,705   95,356  
AEP Texas Central Company   109,696   77,432  
AEP Texas North Company   3,986   64,102  
Appalachian Power Company   194,383   -  
Blackhawk Coal Company   -   16,484  
Cedar Coal Company   -   11,801  
Central Appalachian Coal Company   -   1,857  
Central Coal Company   -   490  
Colomet Inc.   -   1,691  
Columbus Southern Power Company   33,378   27,598  
Conesville Coal Prep Company   -   2,402  
Franklin Real Estate Company   149   35  
Indiana & Michigan Power Company   97,438   -  
Indiana Franklin Realty   21   17  
Kentucky Power Company   12,140   14,269  
Kingsport Power Company   4,201   1,562  
Ohio Power Company   -   211,094  
Public Service Company of Oklahoma   145,619   -  
Simco Inc.   -   398  
Southern Appalachian Coal Company   -   8,579  
Southwestern Electric Power Company   71,252 -  
Wheeling Power Company   -   14,261  





Interest Rate
Days Borrowed/Invested
Weighted Average Interest Rate for Borrowed Funds   1.4426% 78  
Weighted Average Interest Rate for Invested Funds   0.9343% 13  

Item 8

Listing of Form U-6B-2 statements filed during the quarter with the Securities and Exchange Commission, including the name of the filing entity and the date of the filing.

Filing
Company
Filing Date
U-6B-2   American Electric Power Company, Inc. April 7, 2004    

Item 9

The date, amount and payee of dividends out of capital or unearned surplus paid by all nonutility subsidiaries during the quarter.

Dividend Paid by
Date Paid
Amount
Paid To
AEP Energy Services
Investments, Inc.
  April 1, 2004   69,118,546 * AEP Energy Services
Gas Holding Company II, LLC
 
   
HPL Holdings, Inc.   June 25, 2004   12,500,000   AEP Energy Services
Gas Holding Company II, LLC
 

* Amount represents proceeds from the April 2004 sale of Louisiana Intrastate Gas Pipeline Company.

Item 10

Signature Page

Said transactions have been carried out in accordance with the terms and conditions of, and for the purpose represented in, the Form U-1 Application-Declaration, as amended, of AEP, et al, in File No. 70-10088 and in accordance with the terms and conditions of the Commission’s order dated December 18, 2002, permitting said Application-Declaration to become effective.



DATED: August 27, 2004

BY: AMERICAN ELECTRIC POWER COMPANY, INC. for itself and its subsidiaries

BY: /s/ Joseph M. Buonaiuto 


Joseph M. Buonaiuto
Controller and Chief Accounting Officer

Item 11

Appendix A

August 27, 2004

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Re: American Electric Power Company, Inc.
Application-Declaration on Form U-1
File No. 70-10088

Dear Sirs:

I am an attorney employed by American Electric Power Service Corporation, a subsidiary of American Electric Power, Inc. ("AEP") and have acted as counsel for American Electric Power Company, Inc. and its subsidiaries (the "Subsidiaries") in connection with the various financing and related transactions (the "Transactions") authorized in the Order of the Commission in this file through June 30, 2004.

In connection with the transactions proposed and described in the Application or Declaration on Form U-1 filed with this Commission in the captioned proceeding, and the Certificate of Notification to which this Opinion is attached, I have examined, among other things, the Application or Declaration on Form U-1, as amended.

Based upon such investigation as I have deemed necessary, it is my opinion that:

(a) All state laws applicable to the proposed transactions have been complied with;
(b) The securities issued by American Electric Power Company, Inc. ("Issuer") and its subsidiaries are valid and binding
     obligations of each Issuer in accordance with their terms; subject, however, to the qualification that the
     enforceability thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws
     affecting the enforcement of creditors' rights in general and by general principles of equity; and
(c) The consummation of the proposed transactions has not violated the legal rights of the holders of any securities issued by
     Issuer or any associate company thereof.

The opinions expressed above in respect of the Proposed Transactions described in the Application are subject to the following assumptions or conditions:

(a) The Transactions have been duly authorized and approved to the extent required by state law by the Boards of Directors
     of AEP and the Subsidiaries.
(b) The Securities and Exchange Commission has duly entered an appropriate order or orders granting and permitting
     the Application to become effective.
(c) The Transactions have been consummated in accordance with any required approvals, authorizations, consents,
     certificates and orders of any state commission or regulatory authority and all such
     required approvals, authorizations, consents, certificates and orders shall have been obtained and
     remain in effect.

I hereby consent to the filing of this "past tense" opinion as an exhibit to the above-mentioned Certificate of Notification.

Very truly yours,

/s/ Ann B. Graf


Ann. B. Graf
Counsel to American Electric Power Company, Inc. and its Subsidiaries